Contract No VA 000000 XXXX Exhibit D X EXHIBIT D – STATEMENT OF WORK TEMPLATE EXHIBI by qpj37830


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									                                     Contract No. VA-000000-XXXX, Exhibit D-X


                                          EXHIBIT D-X
                               CONTRACT NUMBER VA-000000-XXXX

Exhibit D-X is hereby incorporated into and made an integral part of Contract Number VA-000000-XXXX
(“Contract”) between the Virginia Information Technologies Agency (“VITA” or “Commonwealth” or
“State”) and Supplier (“Supplier”).
In the event of any discrepancy between this Exhibit D-X and Contract No. VA-000000-XXXX, the
provisions of Contract No. VA-000000-XXXX shall control.

[Note: Instructions for using this template to draft a Statement of Work are in gray. These instructions
should be deleted after the appropriate text has been added to the Statement of Work. Contractual
language is not in gray and should remain in the document. Text that is highlighted in blue is contractual
language that is variable based on the nature of the project. Text that is highlighted in green is deemed
non-negotiable and may not be modified by the Authorized User without VITA’s consent.]

[Authorized User should delete the title “Exhibit D – Statement of Work Template” prior to issuing this

                                           STATEMENT OF WORK

This Statement of Work is issued by Authorized User, hereinafter referred to as “Authorized User”. The
objective of the project described in this Statement of Work is for the Supplier to provide the Authorized
User with [describe the services] services (“Services”).

   Provide information on the scope of the project and the Authorized User’s requirements for this
   particular engagement including:
        i). [For SOWs issued under an Advanced IT Resources contract, Authorized User MUST
              include:] Approved IT Agency Procurement Request (APR) number
        ii). Project Name
        iii). general description of the Services
        iv). project boundaries
        v). Authorized User-specific requirements
        vi). special considerations for implementing technology at Authorized User’s location(s)
        vii). other characteristics of this project that must be addressed to insure the success of the

   A. Training and Knowledge Transfer
      Provide an overview of training services to be provided to the Authorized User and any special
      requirements for specific knowledge transfer to support the Authorized User’s successful
      utilization of Service Deliverables.

e90f360a-4613-439e-a93e-91588eed3dd7.doc                                                            Page 1 of 6
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                                       Contract No. VA-000000-XXXX, Exhibit D-X

    B. Support
       Document the level of support, as available under the Contract, required by the Authorized User
       to utilize the Service Deliverables. This may include conversion support, legacy system
       integration, transition assistance, or other specialized consulting.

   Provide a high-level overview of project events and tasks to be accomplished to perform the required

   The period of performance for Services shall be [start date] to [end date] and may be extended,
   pursuant to and unless otherwise specified in the Contract.

   Tasks associated with this engagement will be performed at the Authorized User’s location(s) in
   ____________________, Virginia, at Supplier’s location(s) in Wherever, or other locations as
   required by the effort.

   The following table identifies milestone events and deliverables, the associated schedule, any
   associated payments, any retainage amounts, and net payments.

        Milestone             Deliverable        Schedule               Payment         Retainage   Net Payment
     Project kick-off   ---                  Execution + 5        ---             ---               ---
     meeting                                 days
     Site survey        Site survey          Execution + 10       ---             ---               ---
                        report               days
     Draft of           Requirements         Execution + 20       $10,000         $1,000            $9,000
     requirements       draft                days
     Final              Final                Execution + 20       ---             ---               ---
     documentation      requirements         days
     of requirements    document
     Training           Training manual      Execution + 30       $10,000         $1,000            $9,000
     Customer           ---                  Execution + 30       $20,000         $2,000            $18,000
     training                                days
     Project            Final report         Execution + 45       $10,000         ($4,000)          $14,000
     completion                              days

    The total price for Services shall not exceed $US XXX.
    Supplier’s invoices shall show retainage of ten percent (10%). Following completion of Services,
    Supplier shall submit a final invoice to the Authorized User, for the final milestone payment amount
    plus the total amount retained by the Authorized User.
    Required Deliverables are as follows: [Provide a description of all Deliverables for this engagement.]
        i). Site survey report:
        ii). Requirements draft
        iii). Final requirements document
        iv). Training manual
    In addition, Supplier will provide copies of any briefing materials, presentations, or other information
    developed to support this engagement.

e90f360a-4613-439e-a93e-91588eed3dd7.doc                                                                  Page 2 of 6
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                                     Contract No. VA-000000-XXXX, Exhibit D-X

    Any inventions, combinations, machines, methods, formulae, techniques, processes, improvements,
    software designs, computer programs, strategies, specific computer-related know-how, data and
    original works of authorship discovered, created, or developed by Supplier, or jointly by Supplier and
    an Authorized User(s) in the execution of this Statement of Work shall be deemed Work Product.
    Configuration of software shall not be deemed Work Product. All provisions of the Contract regarding
    Work Product shall apply to this Statement of Work.
    If travel expenses are not included in the fixed price of the Services, such expenses shall be
    reimbursed in accordance with Commonwealth of Virginia travel policies as published by the Virginia
    Department of Accounts

   A. User Acceptance Test Plan
      Acceptance Criteria for Deliverables will be based on the Requirements set forth in Contract
      Exhibit A and Section 1 of this Statement of Work. Supplier shall design a written User
      Acceptance Test (UAT) Plan, acceptable to the Authorized User, which will ensure that all of the
      functionality required for the Deliverables been delivered. Supplier will provide the Authorized
      User with a detailed Acceptance check-list based on the Requirements. The UAT Plan, including
      the Acceptance check-list, will be incorporated as Attachment 1 to this Exhibit D-X.
   B. Review / Testing of Deliverables
      Following delivery / performance / completion of each Deliverable, on-site review/testing shall be
      conducted in accordance with the Acceptance test provisions of the Contract and the UAT Plan.
      The Authorized User shall provide Supplier with reasonable access to its premises, proper
      environmental and site conditions, any required test data in proper format, and the cooperation of
      its staff and any other contractors to assist Supplier during testing of the Deliverable.
   C. Deliverable Acceptance Receipt
      Each Deliverable provided by Supplier under this Statement of Work will be delivered to the
      Authorized User with a Deliverable Acceptance Receipt. This document will describe the
      Deliverable and provide the Authorized User’s Project Manager with space to indicate if the
      Deliverable is accepted, rejected, or partially accepted. For partially accepted Deliverables, the
      Authorized User’s Project Manager shall list on the Deliverable Acceptance Receipt any
      deficiencies that must be corrected in order for the Deliverable to be accepted by the Project
      Manager. The Project Manager will have five (5) days, or such longer period as mutually agreed
      to by the Supplier and the Authorized User in advance, from the completion of review/testing to
      provide Supplier with the signed Acceptance Receipt. If no material variances from the
      Requirements are identified within such time period, the Deliverable shall be deemed accepted by
      the Authorized User.
   D. Correction of Defects
      Correction of defects and Cure Period shall be in accordance with the applicable provisions of the
      Contract. Supplier shall not be required to correct minor imperfections or defects that do not
      materially impair the operation or quality of the Deliverable.

   This section contains assumptions specific to this engagement.
    State assumptions here.
    The following roles and responsibilities have been defined for this engagement:

        (Sample Responsibility Matrix)

                                 Responsibility Matrix                                Supplier   Authorized

e90f360a-4613-439e-a93e-91588eed3dd7.doc                                                          Page 3 of 6
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                                     Contract No. VA-000000-XXXX, Exhibit D-X

     Infrastructure – Preparing the system infrastructure that meets the                         √
     recommended configuration defined in Section 2B herein
     Server Hardware                                                                             √
     Server Operating                                                                            √
     Server Network Connectivity                                                                 √
     Relational Database Management Software (Installation and                                   √

   Provide (or reference as an Attachment) Authorized User’s security requirements. For any individual
   Authorized User location, security procedures may include but not be limited to: background checks,
   records verification, photographing, and fingerprinting of Supplier’s employees or agents. Supplier
   may, at any time, be required to execute and complete, for each individual Supplier employee or
   agent, additional forms which may include non-disclosure agreements to be signed by Supplier’s
   employees or agents acknowledging that all Authorized User information with which such employees
   and agents come into contact while at the Authorized User site is confidential and proprietary. Any
   unauthorized release of proprietary information by the Supplier or an employee or agent of Supplier
   shall constitute a breach of the Contract.
    At a minimum, Supplier shall adhere to all of VITA’s standard security requirements.

    A. Key Personnel
       Supplier acknowledges and agrees that Authorized User selected Supplier, and is entering into
       this Statement of Work, because of the special qualifications of certain of Supplier’s personnel
       (“Key Personnel”) identified below.
       [Insert names and titles or Key Personnel]
       Supplier’s Key Personnel shall not delegate performance of their powers and responsibilities with
       respect to this SOW to another Supplier employee(s) without the prior written consent of the
       Authorized User. Further, Supplier shall not re-assign or transfer the Key Personnel to other
       duties or positions such that the Key Personnel are no longer available to provide the Authorized
       User with their expertise, experience, judgment, and personal attention, without the Authorized
       User’s prior written consent to such re-assignment or transfer, which Authorized User shall not
       unreasonably withhold. Notwithstanding the foregoing, Supplier may replace Key Personnel
       without Authorized User’s consent in the event any Key Personnel are no longer available due to
       death, illness or termination of employment with Supplier.
       In the event Supplier requests that the Authorized User approve a re-assignment or transfer of
       the Key Personnel, or if Supplier must replace Key Personnel due to death, illness or termination
       of employment with the Supplier, the Authorized User shall have the right to review the
       qualifications of and approve or disapprove the proposed replacement(s) for the Key Personnel.
       Any such replacement shall have substantially equivalent or better qualifications than the Key
       Personnel being replaced, and shall perform the Services in accordance with the warranties set
       forth in the Contract. Any replacement personnel approved by Authorized User shall thereafter be
       deemed a Key Personnel for purposes of this SOW and this SOW shall be deemed amended to
       include such Key Personnel.
       [Use only for time and materials SOWs] Supplier shall not charge Authorized User and
       Authorized User shall not pay for any proposed replacement Key Personnel while such
       replacement acquires the necessary skills and project knowledge to proceed with the Services
       required hereunder; however, such period of non-charge may not exceed twenty-eight (28)
       calendar days, but shall last for a minimum of fourteen (14) calendar days, after which time
       Authorized User shall pay for such Key Personnel if Supplier demonstrates to Authorized User’s
       satisfaction that such replacement has acquired the necessary skills and project knowledge to
       proceed with the Services required hereunder.

e90f360a-4613-439e-a93e-91588eed3dd7.doc                                                       Page 4 of 6
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                                     Contract No. VA-000000-XXXX, Exhibit D-X

    B. Project Manager
       Supplier shall designate one of the Key Personnel as Project Manager for providing the Services
       to the Authorized User. The Project Manager shall be familiar with Authorized User’s business
       operations and objectives, and shall perform the Services in accordance with the warranties set
       forth in the Contract. The Project Manager will participate with Authorized User in periodic review
       sessions and will provide, at the Authorized User’s request, detailed progress reports that identify
       completed tasks and the status of the remaining Services.

    Risk is a function of the probability of an event occurring and the impact of the negative effects if it
    does occur. Negative effects include schedule delay, increased costs, and poor quality of
    Depending on the level of risk of this project, as assessed by the Authorized User, this section may
    contain any or all of the following components, at a level of detail commensurate with the level of risk:
        i). Identification of risk factors.
        ii). Initial risk assessment.
        iii). Risk management/mitigation plan, including determination of roles and responsibilities of the
              Authorized User and Supplier.
        iv). Risk monitoring plan, including frequency and form of reviews, project team responsibilities,
              steering and oversight committee responsibilities, documentation.

    The following are examples of reporting requirements which may be included in the Statement of
    Work by the Authorized User. [Note: In an effort to help VITA monitor Supplier performance, it is
    strongly recommended that the Statement of Work include “Supplier Performance Assessments”.
    These assessments may be performed at the discretion of the Authorized User and are not mandated
    by VITA.]
    Weekly/Bi-weekly Status Update. The weekly/bi-weekly status report, to be submitted by Supplier
    to the Authorized User, should include: accomplishments to date as compared to the project plan; any
    changes in tasks, resources or schedule with new target dates, if necessary; all open issues or
    questions regarding the project; action plan for addressing open issues or questions and potential
    impacts on the project; risk management reporting.
    Supplier Performance Self-Assessment. Within thirty (30) days of execution of the Statement of
    Work, the Supplier and the Authorized User will agree on Supplier performance self-assessment
    criteria. Supplier shall prepare a monthly self-assessment to report on such criteria. Supplier shall
    submit its self-assessment to the Authorized User who will have five (5) days to respond to Supplier
    with any comments. If the Authorized User agrees with Supplier’s self-assessment, such Authorized
    User will sign the self-assessment and submit a copy to the VITA Supplier Relationship Manager.
    Supplier Performance Assessments. The Authorized User may develop assessments of the
    Supplier’s performance and disseminate such assessments to other Authorized Users of the
    Contract. Prior to dissemination of such assessments, Supplier will have an opportunity to respond to
    the assessments, and independent verification of the assessment may be utilized in the case of

    For the duration of this project, the following project managers shall serve as the points of contact for
    day-to-day communication:
             Authorized User: __________________________

             Supplier: _________________________

e90f360a-4613-439e-a93e-91588eed3dd7.doc                                                              Page 5 of 6
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                                     Contract No. VA-000000-XXXX, Exhibit D-X

This Statement of Work is issued pursuant to and, upon execution, shall become an incorporated exhibit
to the Contract. In the event of conflict, the following order of precedence shall apply:
        i). The Contract
        ii). This Exhibit D-X
        iii). The User Acceptance Test Plan

By signing below, both parties agree to the terms of this Exhibit.
Supplier                                                     Authorized User
By: ________________________________                         By: __________________________________
    (Signature)                                                   (Signature)
Name: _____________________________                          Name: _______________________________
    (Print)                                                       (Print)
Title: ______________________________                        Title: _________________________________
Date: ______________________________                         Date: _________________________________

e90f360a-4613-439e-a93e-91588eed3dd7.doc                                                      Page 6 of 6
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